Extra Credit
by Wilde-eyes
Summary: High school AU. It's Professor Mills's lucky day when she walks in on two of her students in her classroom, one of which she's had an eye on for quite a while. Miss Swan really does not know what she has gotten herself into. Will contain lost of smut, perhaps not in the first chapter however.
1. Chapter 1

_AN: Not beta'd. All mistakes are mine. Disclaimer: I don't own Once Upon A Time or the characters._

**Extra Credit**

"What the fuck is going on in here?" Emma stilled her movements immediately. They'd been caught. Well fuck.

"Jefferson. I will give you to the count of ten to make yourself presentable and exit my classroom." Professor Mills didn't even glance in his direction as she told him to basically put his dick back in his pants and run. Instead, her cold eyes were locked on Emma's. The blonde wiped her mouth with the back of her hand, not daring to break eye contact with the English professor.

"Uh right then. I'll see you later Emma," Regina's head snapped up to shoot him a death glare, "or not..." He choked out as he ran out of the room, righting his clothing without braking stride.

Professor Mills never even had to start counting. Normally she would have smiled at the fear she had so deeply ingrained in her students, however she was much too focused on the blonde that was still kneeling in front of her desk. "Please do stand, dear." She ordered in a somewhat passive aggressive tone. Emma hesitantly got to her feet, and watched as the professor made her way around to the opposite side of the desk from her. "Now, Miss Swan," she paused to run a hand through her hair before tidying up a few loose papers, "What am I ever going to do with you?" Her eyes shot accusatory glances up at the young student. Despite the obvious height difference with Professor Mills at least several inches shorter than the blonde, she still managed to somehow look down at Emma as if she was so insignificant she was nothing. The heels did help with that however, to be honest.

Emma folded her arms over her chest defiantly. Her bright green eyes narrowed as she silently stared back at the dark brunette, refusing to say even so much as a 'sorry.' But to Regina it didn't matter much. In the end she would get exactly what she wanted out of Emma, maybe even have her begging for forgiveness by the time she was through. "You could always just let me go. You know, forget I was ever here." She shrugged nonchalantly.

"And why would I do that exactly?" The Professor paced around the desk and rested her weight against it for a moment, her face unreadable.

"Well I just thought…" Emma began but was cut off by the professor.

"Thought what Miss Swan? That I would find your flippancy in my class endearing and want to keep you in my class so badly that I would just turn a blind eye to your indiscretions?" She pushed off of the desk and hovered in front of Emma before adding wickedly, "Hardly."

Her breath caught in her throat as the Professor stopped to hover just in front of the blonde. Emma nodded. "Well I… ," she attempted to choke out. Her stomach sank as she realized she may have pushed too far this time, however.

Professor Mills looked her up and down greedily. "No. Here's what is going to happen next, dear. If you really are so keen on my staying quiet, that's fine, I can play nicely. But, you'll have to do something in return for me. Do you think you can handle that?"

Emma's jaw tensed as she realized she had no other choice than to say, "yes," to gritted teeth.

She smiled. "Good. Now get the blinds and lock the door." She ordered with a simple flick of her wrist.

"Professor—"

"Don't make me repeat myself dear. You're my student and as your teacher, you will do as I say." She turned, paced back to her chair, and sat with a regal grace.

Emma complied suspiciously, twisting each set of blinds closed as The older brunette let her eyes wander brazenly up and down her body as she went. Emma had of course her all of the rumors that buzzed about the school, but she never thought any of them to be true. Emma's heart began to race and she returned to her spot standing in front of her desk.

"Now, what reason do I have to not just send you straight to Principal Gold's office?" They both knew that if Principal Gold got word of what happened, there would be severe punishments, probably the worst of which being a call to Emma's foster parents. The other repercussions Emma could handle, but she had already been marked a problem child years ago, and now even the slightest problem she has, gets her thrown back into the system, and oh how she really loves that. Regina leaned back and looked down indicatively, then back up, "I think a formal apology is in order, don't you agree Miss Swan?" She asked rhetorically.

Emma's eyes narrowed. "If you're implying what I think you are, Professor, then you'll know that demanding sexual favors from a student is not only disgustingly inappropriate, but would also cost you your job."

A smug grin broke across her face. "You know I might be worried about that, Miss Swan, if I ran the risk of being reported."

"And what makes you think I won't?" She pulled her arms even tighter across he chest, suddenly feeling quite exposed. Emma was unwilling to give in so easily, although she was quickly seeing she might not have any other choice, Professor Bitch had just a little too much against her at this point.

"Because I'd have to report you as well for what I saw not just a few minutes ago. And you wouldn't want your foster parents hearing about that now would you?" A knowing smirk crossed the brunettes face, "They would just send back such a dirty girl like yourself, wouldn't they?" She hit Emma where it hurt. Now her only choice was to cower her head down, staring hard at the floor as she thought of any escape plan at all.

Emma expelled a frustrated huff of air. "We wouldn't want that now… would we." She struggled to say through gritted teeth, raising her head back up to glare at the dark brunette. From day one of school Emma could tell there was something… off about Professor Mills. She had always seemed to try a little too hard to find Emma in trouble, even when she had done nothing wrong. And of course now the blonde had just played into her hands. She was helpless against whatever the English Professor had planned for her.

Professor Mills smiled brightly, "Excellent, now you're getting it!" A little, somewhat sadistic, laugh filled Emma's ears, causing her to gulp in fear of what was soon to come. Another brief moment passed where the professor simply was staring at the blonde in her skimpy pleated skirt, knee highs, combat boots and practically see-through white blouse. Practically, but not quite. "Hmm... Lets start by removing this disgusting shirt, yes?"

She bit her plump lower lip as Emma lowered her head and slowly undid the buttons. Finally she slipped the fabric off her shoulders and revealed her black lace bra encasing her perfectly round breasts. Emma felt unbelievable naked. She never would have imagined being in this kind of position with her English teacher before, but the situation was oddly arousing. "Now, dear, get on your knees." She encouraged softly, not wanting to scare the girl off and ruin her fun.

The blonde knelt down and immediately brought herself closer to the woman's thighs. "You want me to…?" Emma asked, looking for more of a verbal confirmation rather than guidance. She was very well acquainted to the requests that were being asked of her, she just wanted to hear the professor say it.

"I want you to put that flippant tongue of yours to a good use." And she did.

**To Be Continued**

_AN: I was hoping to post the next chapter of No Choice tonight, however when I went back to look at the story as a whole, I wasn't loving where I had left things off plot wise. I am going to take another look at the story and hopefully post a revised version soon. _


	2. Chapter 2

_AN: Chapter 2. Not beta'd. Even a little bit. I apologize for any and all mistakes you probably will see. If anything is so glaring, feel free to comment/PM me and let me know and I'll take a look. I just really wanted to post this before things got crazy and I ran out of time to. Because there wasn't really any smut in chapter 1, this chapter is all smut. That being said, please enjoy. _

**Extra Credit: Chapter 2**

The brunette's legs remained crossed as she lounged in her chair, her eyes cast expectantly down towards the young girl kneeling before her. She was somewhat disappointed that this had not happened sooner, but she smirked non-the-less. The heat was already quickly rising between her legs. Emma inhaled deeply, staring up at her English Professor. "You want me to…?" Emma swallowed the rest of the question, already knowing the answer.

"I want you to put that flippant tongue of yours to a good use." Professor Mills hissed, her voice dripping with lust. Emma nodded, then slowly reached a hand up towards the hem of the professor's dress. The blonde's actions began hesitant, however seeing the satisfied smirk cross Professor Mills face at the first light touch inspired a new sense of confidence in the blonde. Emma quickly uncrossed the brunette's legs and began to drag small circles on the sensitive skin just under the dress's hem. Emma continued further and pushed the professor's dress up her hips and began to draw circles lightly on her clit through her black lacey underwear. Emma kept circling the spot for a some time, secretly loving the way the older woman was squirming impatiently in her seat.

"Let's skip the foreplay, shall we?" She snapped, taking grab of a fist full of blonde hair and jerking the student's head back so their eyes met once again. Professor Mills gave Emma a warning glare, her eyes clearly saying, "I do not enjoy teasing," while her mouth simply said, "We only have a finite amount of time until the end of the lunch period, need not I remind you Miss Swan," she paused arching one eyebrow in a quizzical look, "god knows what would happen if we were to run out of time before you finished… convincing me."

The blonde rolled her eyes, but did not disregard the message, "My apologies… Professor." She sarcastically added. It may have just been because of Jefferson earlier, but she had to admit, she was starting to get uncomfortably turned on my the entire situation. Then again, who wouldn't be attracted to Professor Mills in all the inappropriately low cut tops and barely decent length skirts and dresses that she paraded around in.

Professor Mills scoffed at the response and then pushed the younger girl's face against her wet panties, tired of waiting for her to do it herself. Much to the brunette's surprise and pleasure, like a good student Emma immediately started to move her mouth over her sensitive lace covered sex with no protest. The girl almost seemed… one might say, eager.

"Good girl," The older woman cooed, loosening her grip on the blonde's hair, practically purring as Emma used her teeth, lightly scraping them over her clit. The Professor repositioned herself in her chair, allowing her legs to fall farther open and the blonde better access. Emma hooked a finger in the waistband of the brunette's panties and gave a tug. Professor Mills quickly understood and raised her hips so the thin material could be pulled off and tossed over the blonde's shoulder.

The older woman bit her lip at the sudden chill from the air. The flat of Emma's tongue quickly darted out and quelled any complaints the older woman could have had however. Professor Mills did her best to remain unaffected as the young girl repeated the action, her tongue tasting every inch of her dripping sex. "Oh my god…" She whimpered softly, and Emma took that as a compliment, still arrogant even in this compromising position. She began to pull back, just enough to make a quick dig at the brunette, however Professor Mills was one step ahead and buried her fingers deep into the blonde curls instead, pulling the young girl back into place. Emma resumed her assault on the older woman's sex, already a little addicted to the taste of her professor. She flicked the tip of her tongue over the brunette's clit, taking pride in how she was starting to really squirm in her chair.

She looked up and caught the professor's chocolate brown eyes, dark with arousal. Emma continued to stare up at her, suddenly unable to bring herself to look anywhere else. She wrapped her lips around the woman's sensitive bundle of nerves and began to suck. She noticed how Professor Mills took in a visible breath, managing to maintain her composure, but not without difficulty. Emma's eyes narrowed.

It was obvious the professor was doing her absolute best to stay quite, and not draw attention to the room where the underaged high school student was sitting topless under her English Professor's desk eating her out, just after being caught blowing the school's biggest drug dealer… however keeping quiet didn't seem very fun to Emma. Instead it seemed like she submitting to her punishment. Emma knew this was the only way out of her current predicament, but as long as she did what she had to do, why should it matter if she didn't play by the rules exactly? The least she could do was make the good old Professor sweat a little.

Determined, Emma drove two fingers into the woman, the sudden motion earning her a small moan which the English Professor tried to hide with the back of her hand pressed to her open lips. Quickly Emma picked up a Rhythm of thrusting her fingers in and out, meanwhile nibbling on the sensitive bundle of nerves at the apex of her sex. She kept her eyes trained on her professor, studying which twists of her fingers brought out the biggest reactions, and which seemed to do nothing at all. After no time at all Emma had the brunette softly moaning with each thrust, completely lost of all resolve. She was a very good student after all.

"Miss Swan... Mmmm... Harder." She softly moaned, her head thrown back in complete pleasure. Emma happily complied, adding a third finger and pumping as hard as she could. The knot in the brunette's stomach built all too quickly, and she came crashing down all over the young girl's face and fingers with an unintentional scream.

Emma smiled at the sound of her name being screamed from her teachers lips in a erotic perverted sort of way, basking in the moment which she realized was probably never going to happen again. The blonde quickly went to licking the professor clean as she came down from her high, humming softly against the overly sensitive skin as she lapped away happily.

A soft knock was heard from behind the locked door. "Professor Mills? Are you in there? Is everything alright?" They both froze. Professor Mills tightened her grip on Emma's hair again, silently warning her not to try anything stupid that could give them away, and the young girl reluctantly stopped all movements immediately, but was unable to pull away due to the fact she was being held in place by the professor's hands.

"Uh y-yes, I was just trying to finish grading these term papers. I'm fine." Professor Mills responded towards the general direction of the door, trying to keep her breathing as steady as possible. Adding on a last minute, "Thank you Mr. Glass," to be polite as always.

"Alright… Have a nice day Professor." The man skeptically accepted the offered explanation and after another moment of listening to the English Professor "grading" through the door, he slowly retreated down the hall back to his classroom.

Professor Mills finally pulled the blonde out from between her legs by her hair, dragging her petite body up until their faces were level. "You are most definitely in trouble for that Miss Swan." She sneered, then anomalistically swiped her tongue cross the young girl's bottom lip, proudly tasting herself on her student. "Now do clean yourself up and get to class." The brunette practically discarded the young girl off to the side without a second thought. She bent down to grab her black lace panties, placed them in the bottom draw of her desk, and righted the rest of her clothing before even looking back towards the direction of the bewildered blonde. "I'll see you in detention on saturday morning, Miss Swan." She smiled then pulled herself in closer to her desk and casually began grading some tests, as if none of it had ever happened.

**To Be Continued**

_AN: Please tell me what you think, what you liked/didn't like, where you want this to go/not go, hell you can even tell me what your favorite color is if you feel like it :)_


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